End User License Agreement

Last updated: 2026-05-07

This End User License Agreement ("Agreement") is between Lifebloom AI, Inc. DBA Zaun ("Zaun"), with offices at 30 7th St, San Francisco, CA 94103, and the customer identified in the applicable Order Form or who otherwise accesses the Products ("Customer"). Zaun and Customer are each a "Party" and together the "Parties". By signing an Order Form that references this Agreement, clicking to accept, or accessing the Products, Customer agrees to be bound by this Agreement. If Customer does not agree, Customer must not access or use the Products.

This Agreement governs Zaun's standard, productized offerings. Custom services, professional services engagements, and bespoke statements of work are governed by separate written agreements.

1. Definitions

"Products" means Zaun's standard productized software and security service offerings, including the Zaun platform, integrations, detection content, and the optional 24/7 Zaun Defense service, in each case as identified on the applicable Order Form.

"Order Form" means a written or electronic ordering document signed or accepted by both Parties that references this Agreement.

"Documentation" means Zaun's official user documentation for the Products, as updated from time to time.

"Authorized User" means an employee, contractor, or agent of Customer that Customer permits to access the Products.

"Customer Data" means data, content, telemetry, logs, alerts, configurations, and other information Customer or its Authorized Users submit to the Products, or that the Products collect from Customer's environment in performing the Products.

"Subscription Term" means the period during which Customer is licensed to access the Products, as set forth on the applicable Order Form.

2. License Grant

Subject to this Agreement and timely payment of all fees, Zaun grants Customer a non-exclusive, non-transferable, non-sublicensable, worldwide right during the Subscription Term to access and use the Products solely for Customer's internal business security operations and only by Authorized Users.

3. Restrictions

Customer shall not, and shall not permit any third party to: (a) copy, modify, or create derivative works of the Products; (b) reverse engineer, decompile, or disassemble any portion of the Products, except to the limited extent applicable law permits notwithstanding this restriction; (c) sell, resell, rent, lease, sublicense, time-share, or otherwise transfer access to the Products; (d) use the Products to develop a product or service that competes with the Products; (e) remove or obscure proprietary notices; (f) circumvent usage limits or technical access controls; (g) use the Products to attack, probe, scan, or compromise any system Customer does not own or lack written authorization to test; or (h) use the Products in violation of applicable law.

4. Customer Responsibilities

Customer is responsible for: (a) the accuracy, quality, and lawfulness of Customer Data; (b) obtaining all consents, authorizations, and approvals required for Zaun to access Customer's systems, accounts, and Customer Data and to perform the Products, including any required consent of third parties whose systems or data Customer connects; (c) maintaining the confidentiality of credentials issued to Authorized Users and the security of accounts under Customer's control; (d) configuring Customer's environment consistent with the Documentation; (e) reviewing and acting on alerts, findings, and recommendations generated by the Products; and (f) ensuring its use of the Products complies with applicable law.

Customer represents and warrants that any system, account, or data Customer connects to or makes available through the Products is owned by Customer or that Customer otherwise has the legal right to permit Zaun to access, monitor, analyze, and act upon it on Customer's behalf.

5. 24/7 Zaun Defense (Optional)

If Customer's Order Form includes 24/7 Zaun Defense, Zaun will provide continuous monitoring, triage, and response services as described in the Documentation. Customer authorizes Zaun's analysts and automated systems to investigate alerts, query connected systems, and take pre-approved response actions on Customer's behalf within the runbook scope Customer has approved. Customer remains responsible for designating a primary contact and an escalation path. Service Level Objectives, where applicable, are set forth in the Order Form or an attached service description, and are Customer's sole remedy for failures to meet them.

6. Subscription Term, Fees, and Payment

Fees, payment schedule, and the Subscription Term are set forth on the Order Form. Unless the Order Form states otherwise, each Subscription Term automatically renews for successive periods of equal length unless either Party gives written notice of non-renewal at least 30 days before the end of the then-current term. Fees are non-refundable except as expressly provided. Customer shall pay invoices within 30 days of the invoice date. Zaun may suspend the Products if Customer fails to pay any undisputed amount within 15 days after written notice of non-payment. Fees are exclusive of taxes; Customer is responsible for all applicable taxes other than taxes on Zaun's net income.

7. Customer Data, Security, and Privacy

As between the Parties, Customer owns Customer Data. Customer grants Zaun a limited, worldwide license to host, process, transmit, and analyze Customer Data solely to: (a) provide, maintain, and support the Products; (b) prevent or address security, fraud, or technical issues; (c) generate aggregated, anonymized, or de-identified statistical data that does not identify Customer or any individual; and (d) improve the Products, including detection and response content.

Zaun maintains an information security program designed to protect Customer Data, including administrative, technical, and physical safeguards consistent with industry standards. Zaun is SOC 2 Type II certified. Additional security and data protection commitments, where applicable, are set forth in a separate Data Processing Addendum incorporated by reference into the Order Form.

Zaun's processing of personal data on Customer's behalf is subject to Zaun's Privacy Policy at https://zaun.ai/privacy and any applicable Data Processing Addendum.

8. Acceptable Use

Customer shall not use the Products to: (a) transmit malicious code or content; (b) attack, probe, scan, or attempt to breach systems Customer does not own or have written authorization to test; (c) infringe the intellectual property or privacy rights of any third party; (d) facilitate unlawful surveillance; or (e) engage in any activity that violates applicable law. Zaun may suspend access for any use that, in Zaun's reasonable judgment, materially threatens the security, integrity, or availability of the Products or others' use of them.

9. Intellectual Property

Zaun and its licensors retain all right, title, and interest in and to the Products, Documentation, detection content, models, infrastructure, and any improvements, modifications, or derivatives, including all intellectual property rights therein. Customer's rights are limited to those expressly granted in Section 2.

Feedback. If Customer provides Zaun with suggestions, ideas, or feedback regarding the Products, Customer grants Zaun a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use that feedback for any purpose without restriction or obligation.

10. Confidentiality

"Confidential Information" means non-public information disclosed by one Party to the other that is identified as confidential or that a reasonable person would understand to be confidential under the circumstances, including the terms of any Order Form, Customer Data, and the Products' non-public technical details. The receiving Party shall: (a) protect Confidential Information using at least the same degree of care it uses for its own confidential information of similar sensitivity, and not less than reasonable care; (b) use Confidential Information solely to perform under this Agreement; and (c) limit disclosure to its personnel and contractors who need access and who are bound by confidentiality obligations no less protective than those in this Section.

Confidential Information does not include information that is or becomes publicly available through no fault of the receiving Party, was already rightfully known to the receiving Party, was independently developed without reference to the disclosing Party's information, or was rightfully received from a third party without restriction. Disclosure required by law is permitted if the receiving Party gives prompt notice (where legally allowed) and reasonable cooperation in seeking a protective order.

11. Warranty and Disclaimer

Zaun warrants that the Products will perform materially in accordance with the Documentation during the Subscription Term. Customer's exclusive remedy, and Zaun's sole liability, for breach of this warranty is, at Zaun's option: (a) to correct the non-conforming Products; or (b) to terminate the affected Order Form and refund any prepaid fees for the unused portion of the Subscription Term.

EXCEPT FOR THE EXPRESS WARRANTY ABOVE, THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ZAUN DISCLAIMS ALL OTHER WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND ANY WARRANTY ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. ZAUN DOES NOT WARRANT THAT THE PRODUCTS WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT THEY WILL DETECT, PREVENT, OR RESPOND TO EVERY POSSIBLE SECURITY INCIDENT. THE PRODUCTS ARE A TOOL TO ASSIST CUSTOMER'S SECURITY OPERATIONS, NOT A GUARANTEE THAT NO INCIDENT WILL OCCUR.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR LOSS OR CORRUPTION OF DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The limitations in this Section do not apply to: (a) Customer's payment obligations; (b) either Party's indemnification obligations under Section 13; (c) breach of Section 10 (Confidentiality); or (d) liability that cannot be limited under applicable law.

13. Indemnification

By Zaun. Zaun shall defend Customer from any third-party claim alleging that the Products, when used as permitted under this Agreement, infringe a valid United States patent, registered copyright, or registered trademark, and shall pay damages and reasonable attorneys' fees finally awarded against Customer or agreed in settlement of such claim. Zaun has no obligation under this Section for claims arising from: (i) modifications to the Products not made by Zaun; (ii) use of the Products in combination with items not provided by Zaun where the claim would have been avoided absent the combination; (iii) Customer Data; or (iv) Customer's use of the Products outside the scope of this Agreement.

If a claim under this Section arises or, in Zaun's reasonable opinion, is likely to arise, Zaun may, at its option and expense: (a) procure for Customer the right to continue using the Products; (b) modify the Products so they are non-infringing; or (c) terminate the affected Order Form and refund any prepaid fees for the unused portion of the Subscription Term. The foregoing states Zaun's entire liability and Customer's exclusive remedy for infringement claims.

By Customer. Customer shall defend Zaun from any third-party claim arising from: (i) Customer Data; (ii) Customer's breach of Section 4 or Section 8; or (iii) Customer's use of the Products in violation of applicable law.

Process. The Party seeking indemnification shall give prompt written notice of the claim, allow the indemnifying Party sole control of the defense and settlement (provided that no settlement may impose obligations on the indemnified Party without its consent, not to be unreasonably withheld), and provide reasonable cooperation at the indemnifying Party's expense.

14. Term and Termination

This Agreement begins on the effective date of the first Order Form and continues until all Order Forms have expired or been terminated. Either Party may terminate this Agreement or any Order Form for material breach if the breaching Party fails to cure within 30 days after written notice of the breach. Either Party may terminate immediately upon written notice if the other Party becomes insolvent, files for bankruptcy, or has a receiver appointed.

Effect of Termination. Upon termination or expiration: (a) Customer's right to access the Products ends; (b) Customer shall pay all fees accrued through the effective date of termination; and (c) each Party shall return or destroy the other Party's Confidential Information, except that Zaun may retain Customer Data in routine backups subject to its retention policies and may retain aggregated anonymized data generated under Section 7. Sections 3, 6, 7, 9, 10, 11, 12, 13, 14, 15, and 16 survive termination.

15. Governing Law and Venue

This Agreement is governed by the laws of the State of Delaware, without regard to its conflict-of-law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply. The exclusive venue for any dispute arising out of or relating to this Agreement shall be the state and federal courts located in Wilmington, Delaware, and each Party consents to personal jurisdiction in those courts and waives any objection to venue or forum non conveniens.

Each Party waives any right to a trial by jury and any right to participate in a class action with respect to disputes under this Agreement, to the extent permitted by law.

16. General

Force Majeure. Neither Party is liable for delay or failure to perform caused by events beyond its reasonable control, except payment obligations.

Assignment. Neither Party may assign this Agreement without the other Party's prior written consent, except that either Party may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets, with notice to the other Party. Any attempted assignment in violation of this Section is void.

Independent Contractors. The Parties are independent contractors. This Agreement does not create a partnership, joint venture, agency, or employment relationship.

Notices. Notices to Zaun shall be sent to [email protected] and to 30 7th St, San Francisco, CA 94103, Attn: Legal. Notices to Customer shall be sent to the address on the Order Form. Notices are effective upon receipt.

Entire Agreement; Order of Precedence. This Agreement, together with each Order Form, the Privacy Policy at https://zaun.ai/privacy, and any incorporated addenda, is the entire agreement between the Parties regarding the Products and supersedes all prior agreements on that subject. In case of conflict, an Order Form prevails over this Agreement only as to terms it expressly modifies; an executed Data Processing Addendum prevails over this Agreement as to processing of personal data; otherwise this Agreement controls. Pre-printed terms on Customer purchase orders are of no force or effect.

Amendment. Zaun may update this Agreement from time to time. Material changes take effect at the start of Customer's next renewal term, unless required earlier by law or by a security or compliance need that affects all customers, in which case Zaun will provide reasonable advance notice.

Severability and Waiver. If any provision is held unenforceable, the remainder remains in effect and the unenforceable provision shall be replaced by an enforceable provision that most closely reflects the original intent. No waiver is effective unless in writing and signed by an authorized representative of the waiving Party.

Export and Sanctions. Customer shall comply with all applicable export control, sanctions, and anti-corruption laws and shall not access the Products from a country or region subject to comprehensive U.S. sanctions or while on a denied or restricted parties list.

U.S. Government Users. The Products are "commercial computer software" and "commercial computer software documentation" under FAR 12.212 and DFARS 227.7202. Use, duplication, and disclosure by U.S. Government users is governed solely by this Agreement.

Counterparts and Electronic Signatures. Order Forms may be executed in counterparts and by electronic signature, each of which is an original and all of which together constitute one instrument.

17. Contact

Lifebloom AI, Inc. DBA Zaun

30 7th St

San Francisco, CA 94103

United States

[email protected]